Chosen Path
by QTXAdsy
Summary: Based on the 2004 movie game, what if Peter chose to be Spider-man more often and end up with Black Cat. It may seem that things are finally about to turn good for Peter, little does he know though that the villainous Doc Ock is still out there and is about to activate the new fusion reactor which threatens to destroy not only those close to Peter, but to the whole city.
1. Peter's Choice

**Alright then, after god knows how long away from I've been, I've returned after getting rid of my writer's block! Anyway, this is the first Spider-man fan fic I've done and it's been one I've been meaning to do for years actually though I've never really gotten round to it due a lack of ideas for it. The story in question is set during 2004 Spider-man 2 video game (still imo the best spidey game out there) and the story is about what if Peter decided to be Spider-man more often with Black cat instead of going back to Mary Jane and quitting the superhero life. Yes, I'm a big fan of SpiderxCat, but this game did bring up so many ideas that I'm surprised that no one has brought about this idea. Ah well, always a first for anything I guess. Credit to NeoTyson for giving me the permission to use his oneshot, and edit it a fair bit, from his chapter to start off this fic and who gave me the motivation to attempt writing this out. But hey, time to begin!**

* * *

 **Chapter 1**

 **Peter's choice**

Web slinging across the city that night, Spider-man was thinking back on all the conversations and other things involving Black Cat up to this point. He felt guilty about the way he went off at her, but it was only because he cared for her safely, most notable after their first battle with Shocker. Okay, maybe there's more to that which made him realize he needs to confront Black Cat, but not before figuring out what would be the step to take in his life.

The next step in his life, that had been a thought that had torn him on if it was still the best idea to still be Spider-man or give it up and become just normal Peter Parker. Indeed, the amount of personal problems in his life regarding his college work, social life and trying to find a decent paying job, would make one think that giving up the superhero life was the way forward. That being said, the city had seen it's fair share of villains lately ranging from run of the mill street gangs to some more notorious villains that only Spider-Man could stop, especially the dangerous Doctor Otto Octavius who was still at large in the city.

"Is Cat right, am I just torturing myself?" Peter asked himself as he web swung over some low buildings. "Do I have to really give up being Peter Parker? What about the people in my life?"

He landed on the edge of one of the buildings and looked up towards the city skyscrapers and pondered once more on his thoughts. "Well Mary Jane is getting married and Harry and me haven't really been on best of terms since he keeps thinking that Spider-man is responsible for his father's death. Really, my social life is not all that good as Peter Parker. Could I become Spider-man more fulltime? It sounds possible, but what would that mean for Peter Parker if I just decide to stay a hero more? The only way I could see this happening if I become some famous hero who reveals his self to the world, but that would require me to be a rich guy with a lot ways to protect my Aunt."

Peter processed all the questions he thought of deciding that at the end of the day, as his Uncle Ben said, for with great power comes great responsibility, which could have meant that Peter needs to focus on being Spider-man more than Peter Parker.

"Maybe that's it," Peter decided. "I should start being Spider-man more than Peter Parker. That way I can do my superhero duties more and maybe who knows, just like Black Cat I can use that superstar status so I can make sure to provide for Aunt May with whatever she needs." He fired a shot of webbing at a taller building and swung off on his way. "I better go see Black Cat so me and her can have a, dare I say it, _relax_ talk."

Not long after he left that building, he was soon swinging to the meet up spot that he usual finds her at, a sense of anticipation and excitement filled him as he arrived. There was something about this woman that had never made him feel this way since his crush on MJ years ago…was he really starting to come to turns on how he really felt for her? He remembered after their final battle with Shocker that Peter began to see Black Cat in a different light. She was beautiful, but also smart, witty, full of fun and above all, he actually _enjoyed_ being Spider-man while being with her. Maybe she was one that he needed to help him get on with life.

After a few minutes of waiting, he spotted her and made his way over to her. As he was going to tell her about his new choice, he figured that why not show off a different side that she hasn't really seen in him since they met. "Cat." He greeted her in a confident tone.

"Hey I was wondering if you will show up…and you now calling me Cat, huh?" She walked over to him and noticed him walking over to her with a different saunter.

"Yes, why wouldn't I show up to meet a beautiful cat lady like yourself," Spider-man responded now being very close to Black Cat. "And I think that's a hot nickname to go with your hot personal."

She tilted her head and asked him in playful voice. "Ok, Who are you and what happened to the brooding Spider-man I've been dealing with?"

"Lets just say that after our fight I really took some time to figure things out," He explained. "…and I realize that your right, I should be more loose and embrace my superhero side more." A bold smile appeared behind his mask as he said that.

This managed to get Black cat in a better mood from their fight earlier. "That's the spirit! I knew you would eventually understand!"

Spider-man then raised a finger at her. "Yep, but there's one thing we need to talk about and it is your way of taking on bad guys. No more crazy stunts unless I give the okay, so got it?"

His commanding presence there caught Black Cat off guard. "Are you serious?" She questioned him thinking that he was just playing with her.

Spider-man nodded. "If me and you are going to be together on this, then yes, I'm _very_ serious." This really shocked the short white haired woman hearing that Spider-man was pretty much saying that he wants to be with her. Though she felt the same way wanting to be official with him, she couldn't resist playing hard to get with him.

" _Well_ …who said that I want us to be together?" She asked as she brushed her hair back. Now at the moment the old Peter would had felt rejected and would probably avoid Black cat as much as possible going into a deep depression of not having Mary Jane nor Cat. However, this is a new Peter Parker, aka Spider-man, who instead pulled his mask up to his nose, grabbed Cat by her butt, lifting her up to make her wrap her legs around his waist, and then kissed her aggressively. Though this stunned Cat a bit, she quickly gave in to the hot kiss as she felt her back against the wall while continuing the kiss with Spider-man.

Spider-man then broke off the kiss and with cockiness asked, "I'm sorry, were you was saying something about us not being together?"

Black cat simply smiled and whispered, _"I think I was saying that this is going to work out between us just fine."_

Spider-man then gently let her down but still held her by her waist while she had her arms round his neck. "That's what I thought. Although there's still the issue of the crime gangs in this city as well as an evil octopus guy running around, and we need to stop him before anyone gets seriously hurt."

"You got it baby, but could I, you know, do it my way when we eventually face _him_?" She shows him her puppy pout look to guilt him into saying yes.

With little thought Spider-man signs and answers her, "Fine, we can go your way as long as no one gets hurt."

She gave him a quick kiss and laughed, "Yes! Well what are we waiting for? Lets go!"

Before the new couple took off Spider-man thought to his self again, _"You know my hero life is about to become even better now."_ Indeed, it was a good time for Peter in this moment, but it was only the start as little did they know what they were going to face in the coming days.

* * *

 **Ahh yes, a scene that would've been nice in the game, but hey, can't have anything I guess. Anyway, this is the only chapter I'll use from anyone as the rest of the chapters will be all my work. Hopefully the next update will be up soon as I just need to fix some little problems up before I upload it. Keep an eye out for the next update!**


	2. Just Another Night

**Hello again and here is the second chapter of this little fic, hehe. Though I must say I'm impressed by the positive response and favourites I've received so far and that's only going to help me carry on with it! So this where the story really begins, the last chapter can be consider as a prologue chapter. Anyway I'll shut up now and let you read, here we go!**

* * *

 **Chapter 2**

 **Just Another Night**

In a darkened alleyway, a group of eight motley criminals were gathering up the last of their stolen goods together and prepared to escape awaiting transport. Even though they had been successful in their raid, a feeling of uncertainty hung over them over one certain superhero. For many of the gang members present, they were in fact all former members of Shocker's posse, but since he was defeated by Spider-man and taken back to prison, they had been on their own ever since.

"It's not the same since the boss got taken in again," one of the masked gang members spoke to a fellow associate.

The other criminal, a tall and well-built character, who had become the unofficial leader of the pack since Shocker was defeated, looked over at the person who had just spoken to him, "We've gotta move on from him. Besides, we have more things to worry about…mostly that Spider freak."

All the gang members felt a shiver of discontent, they knew Spider-man would be out there tracking down the last of Shocker's crew across the city and that it would be sooner than later that he would find them, though there had been more rumors to add to their fear of Spider-man recently.

"Heard that Spidey has a sidekick now," another one of the criminals said to the mob. "Apparently it's that crazy cat lady who helped 'em take out Shocker."

The mob groaned at the rumor, the thought of Spider-man having a sidekick was the last thing any of them needed. Just then, the gang leader spoke out to crew. "Listen guys, the sooner the rest of our lot get here with our getaway van, we'll be out of this place quickly before—"

"Guys look!" One of them pointed over to the far top corner of the alleyway and all the group could see a giant web that couldn't have been done any normal spider. The gang of criminals looked around in fear, that giant web only could mean one thing...

"Keep sharp," the leader instructed. "Whatever you do, don't—ARGH!"

From above, two individuals leapt down on top of the unsuspecting posse and began to take them out.

"It's the web head!" Cried out of one of the criminals before he receiving a knock out punch to the face by the superhero in question. One of the individuals was dressed in red and blue spandex and one who was well known to the whole city and the other was a woman dressed in tight black leather who, while not that well know to many, was now starting to make a name for herself too. In just under a minute of the surprise attack, the gang of eight had all been beaten and lay around the alley all battered and bruised.

After webbing up one of the criminals, Spider-man rubbed his hands in satisfaction. "Well, that's another of Shocker's goon taking care of, what'd you think Cat?"

His sidekick, or probably better known as a partner, Black cat sauntered up to him with a content grin. "Just another lot down and out, Spider." She looked up at the giant webbing near the top of the alleyway. "What'd you think of that idea using your webbing as a calling card? Am I'm a genius…or am I a genius?"

The spandex clad superhero chuckled and pulled up his mask up half way up before pulling Black cat close to him giving her a quick kiss. "Yes, you are a genius, just don't start flaunting it now."

The short white haired woman laughed. "Oh come on, I thought you said that I was both smart and sexy and that I should show my intelligent side more often."

"Oh yeah, point taken," Spider-man admitted.

Despite enjoying the brief moment of banter and affection between them, the sound of the police car's sirens heading their way broke them out of their little moment. Black cat grinned at her superhero boyfriend, "Time to get out here…fancy enjoying a little race like we did before?"

"Don't mind if I do," Spider-man replied as he pulled his mask down. "Though I'll give you a head start…just to enjoy the _view_."

The attractive black clad woman looked back on her butt and laughed at her partner's joke. "Already I'm starting to win you over that much since we got together? I'm doing better than I thought."

With a laugh from both, the superhero couple left the scene to start their fun race and left the battered and defeated group of criminals lying around to await the arrival of the police to take them away. Just another night in the lives of Spider-man and Black cat.

 **XXX**

A few hours later and Spider-man and Black cat were taking time off from their patrol and now were relaxing on top of one of the taller skyscrapers while letting their legs hang over the edge. The couple had been together for two nights now, the night that Peter Parker had decided to be Spider-man more often and settle on a relationship with Black cat. In recent months of the many problems he'd been facing of those being keeping a decent job, his social life and his poor timekeeping in getting to college and work were just some to name a few, this however had been one of the few exceptions that had gone well for him. Not so long ago, he had seriously considered in ditching the life of a hero in exchange for just a normal life, though Black cat had helped him to think again.

Thanks to her, he in fact began to find joy in the life of being a hero and now not only enjoyed it, he actually was relishing the superhero life more than he could remember. The two of them made a brilliant superhero duo in taking down New York's criminal population and of course teaming up to defeat Shocker not so long ago. Though with every good thing that happens, there were still some negatives in his life. The most notable was that Doctor Otto Octavius, better known now to the rest of the city as Doc Ock, was still at large and had proven to be a dangerous enemy to Peter and the city. Even with him now having Black cat by his side, he still was uncertain if the fallen scientist could be stopped. True he had beaten many villains from the likes of Vulture, Scorpion,Rhino, Kraven the Hunter, Mysterio (who Peter found out with some amusement was none other than Quentin Beck) and of course Shocker. However Doc Ock had proven to be more dangerous than all of the others, he was as villainous and cunning as the Green Goblin.

Peter sighed to himself as Black cat rested her head on his shoulder. Just thinking back to that battle two years ago when he witnessed Norman Osborne's glider accidently impaling and eventually killing him. The memory made Peter shudder, he really didn't know how to explain the truth to Harry as he only felt that it would make their uneasy friendship fall apart.

Peter rubbed Black cat's back in which she moaned softly in comfort. To anyone, many would claim that Black cat was more suitable for him than perhaps MJ would ever be to him, after all, Black cat was not only just a good fighter, she was really attractive, funny and above all, very outgoing, totally the opposite of Spider-man in many ways. Then again the old saying of 'opposites attract' seemed really fitting for them. That said, Peter did think that if she really were the woman for him, when would be the best time to reveal each other's identities to each other? He knew the dangers of unmasking to others and that those closest to him would be at risk, Peter had thought that perhaps once Doc Ock had been stopped and things were more calm, he'd consider that being the better time to reveling himself to Black Cat.

Finally and probably most personal of all to Peter was his unresolved relationship with Mary Jane Watson. In recent months of course, they had rarely seen each other due to Peter's time as Spider-man and that very soon, Mary Jane was about to get married and was unlikely to return to New York anytime soon after her marriage, not to mention that Peter hadn't receive an invite to the wedding (though thankfully his Aunt May had received one). Before he began to find an attraction in Black cat, he had been pining for MJ despite her being engaged, now that he had Black cat and looking back in hindsight, he felt foolish to think that he could attempt to rekindle a relationship with the red haired woman. Even so, he had to make the attempt to see her one last time to make sure they would bid farewell to each other on a high note.

"Hey Cat," Spider-man said softly in Black cat's ear.

Black cat raised her head up from his shoulder and looked at him, "yeah what is it?"

Spider-man paused thinking how he was going to explain this to her. "Well you see…it's about Mary Jane."

Not surprisingly, Black cat gave him a questioning look. "Huh? _Her_? Isn't she getting married soon?"

"No, no I don't mean it like that!" Spider-man raised his arms up joshing. "I'm just saying that once she's married I'll never see her again, so I have to see her just one more time before she's out off New York, like see her tonight. Nothing to do with you I might add."

Thankfully, Black cat sighed and nodded now understanding what the spandex clad superhero was meaning. "Alright then, I suppose we can call it a night seeing that there hasn't been any crime reported." The two superheroes stood up and Black cat pulled up Spider-man's mask half way and gave him a quick peck on the lips. "See you around next morning Spider…and don't get any funny ideas now with her."

"Why would I get any ideas with any other lady with you around?" Spider-man joked before giving her another kiss. "Take care, Cat!"

Black cat quickly leapt of the side of the building and into the night. Spider-man grinned under his mask knowing that such an incredible woman was now his partner. "Yep, she is pretty amazing," he said to himself before he leapt of the building too and headed off to Mary Jane's apartment.

 **XXX**

Thankfully, it wasn't far from Mary Jane's apartment from where he left Black cat back there. After quickly changing back into his civilian gear, he arrived at the apartment block and pressed the buzzer in the hope that MJ would be in. Peter felt a sense of trepidation as he waited, turning his back to the door. He didn't know what to expect of how she'd react seeing him again after sometime, especially after him missing her play. His train of thought however was interrupted when the door opened and he heard a familiar voice.

"Peter?" the aforementioned man turned to face a rather surprised looking MJ, clearly not expecting him this very night.

"Hey MJ," Peter replied. "Sorry about calling you up this late but…we need to talk."

The redhead woman had her arm's crossed not knowing what her old friend had to say to her. "Go on."

Peter sighed as he thought of what to say. "Look, I know I haven't been a loyal friend over the last few months, no, years in fact, no need to remind me about missing your play. And as you're getting married soon and you being out of the city then and…I just want to say congratulations and take care."

Mary Jane really didn't expect that from Peter, though she did find it a nice gesture from her friend that he was willing to give her a final farewell before her big day. "T-thank you…I really appreciate that. But what are you going to do after I'm gone?"

Peter shrugged. "Just get with life I guess, though I have been seeing a girl just lately."

MJ's eyes widened and she smiled. "Really? I'm glad to hear that you have someone for you, Peter! Who is she and what have you two been doing?"

The young man suddenly realised that he didn't know what to say, he didn't know how to explain his nighttime patrols with Black cat, let alone him being Spider-man, and to top it all, he didn't really knew Black cat's true identity. "Um well…she is smart, funny and pretty amazing." Peter noticed that May Jane was interested in hearing more, this led for Peter's newly found cocky side to come in. "She is also quite a capable fighter and sometimes we go out and attempt to stop crime—wait, no I don't mean that!"

"Wait what?" Mary Jane asked in surprise as Peter cursed himself for letting his tongue slip.

Peter looked around in alarm in trying to think of a way out of this situation, but he couldn't and had now dug himself into a hole with no chance of getting out in that moment. "Um, yeah…take care MJ, have a good wedding!" And he raced off before MJ had chance to call him back.

Mary Jane could only stand there in the doorframe as she tried to figure out what Peter meant by what he had been doing with this new girl and why he looked so alarmed like that. MJ knew she would have find out more about what was going on, unknown to her though, she would find out sooner that later.

* * *

 **So there's the end of this chapter, next one will be mostly with Doc Ock and Harry...yeah, I think you might know what scene is coming up next. Look out for the next update!**


	3. Dealing And Revealing

**Look out, its time for another update! Due to me being busy with work and all, this chapter isn't quite my favourite and feels kind of awkward in places, mainly the dialogue IMO. Still on the other hand, I've been happy to see that this story is getting many reviews, favourites and follows, that is all very encouraging to keep going with the story. Anyway, time get on with the story in which Harry and Otto make a certain deal...**

* * *

 **Chapter 3**

 **Dealing and Revealing**

That same night over at the Osborn mansion, the head of Oscorp's research division, Harry Osborn, sat at his desk examining pictures of Spider-man through various newspapers, practically those from the Daily Bugle while occasionally drinking his glass of whisky then slamming his fist down on a random picture of infamous webbed vigilantly. It had been a month since the disastrous experiment in which Otto's fusion reactor nearly destroyed the city, almost ruining him financially due to the damages from the experiment and how much it had cost to perform and finally, regrettably, turning Otto into a monster now at large. Despite this terrible chain of events, his thoughts were not on that fateful day, it was all on Spider-man.

It was a worst kept secret among the servants in the mansion that Harry had a price on the Spider-man's head, though for whatever reason they didn't know as Harry kept it quiet. Not unexpectedly this had led to rumors about why Harry had it in for Spider-man, though they felt that only thing they could do was keep their heads down.

"Where are you?" Harry growled as he down another gulp of whiskey while seeing yet another newspaper picture of Spider-man, he was getting more intoxicated with the amount of drinks he'd downed already.

"I'm leaving for the night, sir," suddenly came the voice of his faithful butler, Bernard.

Harry sighed, his train of thought stopped in that brief moment. "…Fine"

"Your father only obsessed over his work," Bernard replied, noticing how the young man seemed deep in thought over pictures of Spider-man.

"…Good night, Bernard." Harry replied while not looking at him, feeling the urge to shout at the poor man in his current state about Spider-man, though he managed to keep himself together thankfully.

Once Bernard had left the room, Harry gulped down his current glass of whiskey and started pouring himself another, it was almost as if he was on a drinking binge. Suddenly a slight judder was felt in the large room and Harry glanced round wondering what had happened. He felt it yet again and seemed like it was coming from outside. With admonition in his heart, Harry walked cautiously out onto the balcony while tightening his grip on his glass. The judder now felt like a thump one after the other. He looked left and right trying to figure out what was going on, with a few more cautious steps; he went towards the edge to peer downwards, apart from the occasion clap of thunder, it was silent. At that moment, the thumping stopped. Just as he could see the whole street below him, he came face to face with a thick metal tentacle.

"What the—" Harry was knocked back to the ground by the tentacle and his glass of whiskey went flying forwards…and landed in the grip of another tentacle. His eyes widened is he saw he was standing there on the edge of the balcony as the figure, with four metal arms coming from out of his back, drank from Harry's half full glass.

"Hello, Harry." Doc Ock smiled at him.

"Otto," Harry replied with a mixture of shock and confusion. "What'd you want?"

The fallen scientist stepped onto the balcony with a determined look in his eyes. "That precious tritium…but I need more this time."

The young Osborn's eyes widened in horror, he immediately knew why Otto would want tritium. "...More tritium…? Are you crazy?! You'll destroy the city! You're a ha—ARGH!"

One of the fearsome metal arms grabbed Harry by the leg and left him hanging over the edge threatening to drop him to his death while Otto grinned menacingly. "Hey! Hey!" Harry screamed. "Stop, stop! All right!" Otto knew he had Harry where we wanted him as slowly moved back onto the veranda. "All right, all right, all right. Put me down, we'll make a deal." Harry rambled as Otto lowered onto the ground.

Once he was back on solid ground, Harry's confidence returned as he stared at Otto. "…Kill Spider-man, I'll give you all the tritium you need…on second thought, bring him to me _alive_."

Otto remained placid. "How do I find him?"

"Peter Parker."

" _Parker_?"

"He takes pictures of Spider-man for the Bugle." Harry explained. "Make him tell you where he is."

For a moment, Doc Ock thought over the deal and nodded, his metal arms led him over towards the edge before stopping and looking back at Harry. "…Have it ready." With that said, Otto's four metal arms carried him off and he climbed down the edge of the building to begin his search for Peter Parker.

A sudden alarming thought went off in Harry's mind that Peter could be in danger somehow and so he raced over to the edge of the veranda looking down as Otto neared the bottom. "Don't hurt Peter!" Harry yelled down at the mad scientist.

Harry slowly stepped back and looked up at the night sky, a conflicting amount of emotions tore at him. On one hand the thought of him killing Spider-man for his late father felt like justice was about to be served, yet he was about to lose all the precious remaining tritium he owned to Otto and feared of what might happen.

Unknown to the two of them and watching from a taller building nearby, a certain cat burglar had just noticed Doc Ock leaving the scene. Not knowing Octavius was planning with Harry Osborne, she decided to follow him and track down and hopefully find his hideout.

 **XXX**

The following day, sun rose over the city that morning and for New York's famous hero, it would seem like another day as he swung across the city. The only difference that had happened now is that he had Black cat fighting alongside him. At first, the leather clad former cat burglar had been rather reluctant to join Spider-man in his daytime patrols having preferring to come out at night, though after some persuasion from Spider-man, she finally accepted to join him for the daytime action. That said, while she seemed in her element at night, she seemed rather the opposite in the daytime looking uncomfortable mainly of the amount of rather unfavorable attention from members of the public, then again this was her first encounter with an unsuspecting public. Ironic considering her confident nature that she had always.

Nonetheless though, she got the hand of it eventually and now Spider-man was on his way to meet up with Black cat at their normal meeting spot. He had an early start for the Bugle and for once wasn't shouted at by J. Jonah Jameson, in fact, he had seemed rather happier than normal to all the fellow staff members of the Bugle, though it was only just because of his son's upcoming wedding and wouldn't stop raving about it, by then people working in the Bugle starting to get annoyed with him. Still, for Peter, it was a nice change for once in the rather frantic and sometimes rather unfriendly atmosphere of the Bugle.

Peter then came out of his thoughts when he noticed Black cat resting against a wall, though didn't seem to take any notice of him. With his newly developed confidence, he decided to give his girlfriend a little surprise. He approached a building's pillar that just so happened to be above Black cat and hanged upside down using his webbing on the pillar. Once in place, he lowered himself down quietly.

"Excuse me lady but are you lost by chance?" Spider-man joked as he was eye to eye with the white haired woman.

Black cat was surprised at first but quickly smiled. "About time you showed up," she laughed and pulled his masked down half way before giving him a kiss. It was to Spider-man very reminiscing of another upside down kiss…

After the kiss and pulling his mask down (or up however one looked at it), Spider-man quickly flipped himself round and landed on his feet again. "So Cat, how have you been then?" He asked her.

"Oh, just a little scouting…" Black cat replied with her voice hinting at something.

Spider-man crossed his arms. "…Scouting? For what?"

The leather clad woman leaned in closer to him. "Well, let's just say…I think I've found Doc Ock's main HQ…"

Peter's eyes widened, then he grinned under his mask. "You found him? You sure about that?"

"Couldn't mistake a guy with four metal arms on his back making his along the city now could you?" Black cat replied placing a hand on her hip.

"Where was he heading?" Spider-man asked now sounding interested.

"Seems he's hiding out in that old wooden pier across the city," Black cat explained. "Not most the original bad guy lair I might add, but my gut instinct tells me something big is about to happened…"

An awkward silence fell between them, Black cat wanted to tell the spandex superhero about that meeting with Doc Ock and Harry Osborn but being far away from whatever they were planning, she felt a bit guilty of not hearing everything that was going on.

"It's ok if you think that way," Spider-man assured her, placing his hands on her shoulders. "What's more important is that you've found his lair and that we can eventually stop him for good next time we face him."

Black cat gave a small smile before replying about something else that had been on her mind. "Um…Spidey, before we go out on our big morning patrol, I sort of have a request for you."

"Uh-huh?" Spider-man asked. "What would that be, Cat?"

Black cat brushed a strand of hair away from her face. "I'm just thinking that if you're saying that we going to be serious about our relationship, do you think we should start revealing our identities to each other?"

Despite it might have sounded to anyone, Spider-man didn't seem surprised that Black cat would bring up this question. "To be fair, Cat…I haven't really thought about it, when would want it to happen?"

"Not to sound too forceful," Black cat replied. "But…would now be the time?"

 _Now_ Spider-man was surprised, holding his hands up joshing. "Whoa, whoa hold on, Cat. Isn't it a bit early for this sort of thing? I mean—"

"What would be the point of waiting?" Black cat asked crossing her arms. "If we're going reveal ourselves eventually, we might get it done with am I right?"

A moment of silence followed her statement as Spider-man thought about it. In his mindset, he would give a month before thinking about doing it, but the truth was that Black cat was right. They would need to reveal to each other at some point sooner than later and if they were to be together, Peter felt that he had nothing to lose, only worry that she might react badly to seeing him behind the mask. Spider-man placed his hands on his hips, looked up at the morning sky and nodded. "Alright, Cat…we'll do it together, just don't get your hopes up too much if the person behind the mask isn't who'd you want it to be."

"What could possible go wrong?" Black cat laughed.

Spider-man grabbed the bottom half of his mask ready to pull it off while she held her own face man ready to do the same thing. "All right, on my count," Spider-man sighed with trepidation. "Three, two, one…"

Without a moment's hesitation, both masks were removed and Peter felt himself vulnerable without his mask, something inside of him was yelling in anger at him for doing this. It was then Peter looked upon Black cat without her mask and vice versa with her looking at him. With her mask removed, Peter could see all her attractive face, though Peter knew she was always more than just a pretty face, but just who was Black cat? In turn, she starred at the unmasked hero and her face went from a mixture of shock and amazement in about ten seconds.

Even though the moment of stillness between them lasted just about ten seconds, it felt like ten _minutes_ to Peter until he decided to break the silence. "Um…hi," Peter muttered.

"…Hey," Back cat replied softly, her expression now unreadable. "The name's Hardy, Felicia Hardy."

"Parker, Peter Parker." Peter answered back with some concern that maybe she felt overwhelmed by the revelation and that he felt maybe this wasn't a good idea.

"…Peter Parker?" Felicia asked raising an eyebrow. "Wait, I've heard that name before, let me think…"

"Daily Bugle?" Peter asked, hoping that it would give an easy clue to her about those certain pictures of Spider-man.

"Yeah…that's right," Felicia nodded. "Wait, you're that guy who takes the pictures of…" She stopped midway through her sentence, her eyes widening in realization. Then she laughed. "…Of course! Those close up pictures of Spider-man for the Bugle that no one else can't do! So…you've all this time been—"

"Taking pictures of myself? Yeah," Peter replied dryly.

The platinum blonde woman couldn't help the large smile now appearing on her face. "God, all of a sudden a billion piece jigsaw suddenly falls into place."

Peter was quite startled that Felicia didn't seem dissatisfied or even disgusted by the sight of him unmasked. "Wait, you're not disappointed by who I am?"

"Why would I be?" Felicia asked incredulously. "You know how lucky it is for me to be one of the few, if not the only one, who get's to see who you are really, no disrespect, but I find it hilarious that Spider-man is nothing more than a nerd."

"A _nerd_ ," Peter laughed mordantly while rolling his eyes. "Geez, I can never win, can I?"

Felicia walked closer up to him with a flirty glint in her green eyes. "Ah, it's not so bad _Peter_. In fact, you have hit the jackpot I might add."

Peter felt better at that as he pulled her close. "True, not so bad indeed..." The two went in for another kiss, and they didn't seem to care how long the kiss was, all they cared about was being with each other and everything around them seemed to drop away.

However, their moment of affection was cut short by the sound of police sirens going down on the street below causing them to pull away. Peter glanced over at the sound then back at Felicia, it was time to begin the day.

"Care to join me my fair lady?" Peter jokingly said in a mock polite tone.

"Ooh, very flattering my good sir," Felicia played along with her arms behind her back. "Though you might need your mask."

Peter laughed at first, but then noticed that his mask was missing and franticly turned his head round looking for it. "What the? I thought I had it—"

He was silenced when he noticed Felicia holding his mask in her hands, now he noticed why she had her hands behind her back. "You've gotta be more careful," Felicia said with a smug grin on her face, showing that she still had some of her former cat burglar skills. "Wouldn't it be funny to think that Spider-man has butter fingers?"

Peter laughed as he grabbed his mask back and placed it on while she did the same with her own. "So then," Spider-man began. "Time to kick the day off. Let's follow that police chase."

Black cat shot a cable wire towards a nearby building. "What are we waiting for then? Let's go!"

Without a moment's hesitation, the two swung off from the building to follow the police. For now on, the superhero couple was fighting not as just Spider-man and Black cat, but as Peter Parker and Felicia Hardy.

 **XXX**

It was shortly after noon when Spider-man and Black cat had decided to take a break from their patrol. If some thought that reveling their secret identities seemed too quick and careless, Felicia then suggested that Peter should check out her place after they managed to stop another bank heist. It was an unusual request, but with his newly developed confidence, Peter agree to see for himself knowing that surely her place would be leagues ahead of his own apartment. What he didn't expect to see was that she lived in a penthouse of all places. The penthouse itself was very well striking, well designed and modern looking, almost making Peter wonder exactly _how_ much Felicia had made (or stolen) during her time as a cat burglar, not unpredictably, she kept quiet on that certain question. Bottom line, the penthouse did more than just put Peter's own apartment to shame. Once there, the two chatted about each other's lives prior before becoming their alter-egos. Peter discovered that Felicia was the daughter of the famed cat burglar Walter Hardy, an individual that Peter had heard a few times from the older generation working at the Daily Bugle, and that she was following in her father's footsteps...that until she decided to join Spider-man.

Felicia then asked about his place and how he lived, Peter simply explained the 'show don't tell' method when they would arrive at his apartment. When they did get to Peter's residence, Felicia was stunned, in her view, of the poor state of the apartment, was clearly something of a culture shock to her.

"Bit of a comedown, right?" Peter noted to his partner, as the platinum blonde woman looked around the room completely speechless.

"Ok, this day get's weirder." Felicia finally spoke once she came to her senses again over while looking at one of the wooden pillars' flaking paintwork. "First I find out that Spider-man is a really a nerd, no disrespect."

"None taken," Peter replied not looking at her as he pulled his mask off while going over to check for any voicemail messages on his phone that he might've missed while out.

"And another thing," Felicia continued. "Not only that, but that Spider-man lives in a place that isn't like a secret cool lair, but just a garbage apartment, no disrespect again."

"None taken again," Peter repeated focusing on any voicemail messages.

"You know, when it does come time to move in," Felicia added, "you're moving in with me at my place, no way you can stay here forever."

Peter face her and smiled. "Let me think, a life here dealing with that damn landlord daily or moving into a place with a rather attractive girl, I wonder…feeling lonely at you're place?"

"Good choice," Felicia replied as she gave him an affection peck on the cheek.

"Why would I turn down that offer anyway?" Peter remarked as he went back to check on any voicemail messages, the thought of getting away from his unbearable landlord felt like a getting an offer from heaven.

Just as Felicia went on about condemning the place ("How the hell does your landlord think this is ok? Are the other apartments like this?" She carried on), Peter then noticed one voicemail call from a familiar number…

"No way," Peter muttered as he punched in a few numbers to hear the call. "Why would she…?"

At that moment, Peter activated the voicemail to be heard. "Hi Pete," came the voice of Mary Jane. "I've been thinking about last night, I think we should have a talk, meet me at five thirty later today at that coffee shop we used to go to all the time. Also, bring along your girlfriend with you, I'm just a little curious about what you said about her."

Peter stepped back from the phone with a dumbfounded look, his tongue had got him into trouble this time. He turned to face Felicia, who in turned looked suspicious with Mary Jane's message. "…You did say that your last meeting with her was supposed to be a farewell before her wedding, right?" Felicia questioned.

"Yeah," Peter nodded. "Why's that?"

"Just checking," Felicia replied with a hint of mistrust in her voice as she rubbed her chin. "Well, suppose then we get an excuse to dress casual and just be Peter and Felicia."

"Guess there's a first for everything today," Peter replied as he pulled his mask on again and heading towards the balcony. "We still have time though, a lot of work still needing to be done with some of Shocker's gang members still out there."

"Do those guys give up?" Felicia sighed as she placed on her own facemask and headed towards the balcony. "But yeah, time to clean up the last of Shocker's stains around the city."

Peter laughed and the two were off again. They hoped that the day would, apart from meeting with MJ, would be normal as possible if anyone could say that, completely oblivious to the drama that would unfold.

* * *

 **Note the little mention that Black cat follows Doc Ock after his meeting with Harry, you'll see it'll fill a little plot hole later on from the actual film. Anyway, the next scene will be one you'll know if remember the film, no prizes guessing what. Stay tune for the next update whenever that'll be!**


	4. The Coffee Shop

**Ok then, story update time! Sorry for the delay, had a busy last week with my job and only this week I've been able to get to work on this chapter. Also, this chapter had me suffering from writer's block and I feel the chapter is a little bit on the dodgy. Also, I'd like to thank all the folk who are reviewing/favouring/following this story. Have to give a little shout out to the one reviewer who said Peter's apartment was like a fire hazard, sorry I forgot your username but I'll just say that review had me rolling, really made my day, haha. Also, I have been thinking that if this story gets more popular on the way, I might do a sequel to it. Not sure about doing a Spider-man 3 version with Black cat as we all know that with how disappointing the film was, everyone has done their own version in Fanfiction form. I do have a few ideas what might the sequel be, but any ideas from any of you would be appreciated.**

 **Alas, getting this story finished is more important so let's get back with Spidey and Cat!**

* * *

 **Chapter 4**

 **The Coffee Shop**

After a fairly uneventful patrol around the city in which both Spider-man and Black cat found very little criminal activity that day, they had instead decided to take a rest up at Felicia's penthouse in which both carried on with their backstories to each other and later on they would eventually meet up with Mary Jane at the coffee shop. Peter happily reminisced about his early days at Spider-man with all the villains he'd taken down and in Felicia, he found a keen audience, feeling quite flattered to hear the real story of Spider-man. He was also asked Felicia how she was able to acquire this penthouse, thinking that a sense of dubious deals led her in getting the place, though amazingly Felicia revealed that it was handed down by her farther a few years ago and had lived there ever since. To Peter, he was sure that it was going to be one of these cases when the cheque would bounce and all would be exposed, now it seems that despite Felicia's past of being a cat burglar, it seems that she wasn't all quite the bad girl as he thought in the end.

Nonetheless when Felicia asked Peter if he wanted to move in her penthouse, the masked vigilantly didn't need asking twice and seemed determined to get out of that ominous apartment he stayed in. Clearly Peter was beginning to see some of the positives in becoming Spider-man more often.

After some more pleasurable hours in the company of his girlfriend, Peter left Felicia's penthouse and headed back to his own crumby apartment to change into his civilian gear for him and Felicia to meet up with MJ. For Peter, it would mark a nice little moment for the crime fighting couple as they'd be together in civilian gear for the first time ("Just as Felicia said, a first for everything today," Peter would remind himself).

He was just closing the door while leaving when he briefly paused looking around the corridor seeing how shabby it truly was and happily in the know that he'd be leaving this place, something he'd never imagined doing just a few months ago, Felicia was truly a life saver for Peter.

He didn't realise how long he had been standing around for until he heard that certain voice…"RENT! Where is my money?!"

Peter groaned and looked over to see Mr. Ditkovich standing in his doorway on the other side of the corridor staring down the young brunette. "Hello—"

"Your rent is due NOW!" Mr. Ditkovich ordered him, his hand stretched out waiting for to be paid in cash, clearly he wasn't going to let Peter get away this time. Normally Peter would have to come up with an excuse to his landlord to explain to him why he didn't have the money, but now, he had a chance to get one over Mr. Ditkovich for once and maybe the last laugh.

At first Peter sighed, placed his hands in his pockets and looked up at the ceiling remaining quiet. Then he looked back at the landlord with a cheeky grin and from his pocket, he dug up a bundle of dollars, more than he would ever had made from his time at the Bugle or any other form of work, and handed them over to Mr. Ditkovich. With his smug grin, Peter walked off leaving his landlord shocked and speechless at the large amount of money in his hands; it was enough rent to last for three months. Little did he know that the only reason why Peter had given out this amount of money was it would be a farewell gift before he would move in with Felicia.

Once he was outside on the street, Peter burst out laughing after finding it hard to hold it in while trying not to laugh in the vicinity of his landlord. The money he had in question had been given to him by Felicia, who had also suggested the idea of handing over the crazy amount of money to Mr Ditkovich. Now normally with Peter knowing Felicia's background, he would questioned her if that cash had been her own to begin with or it had to be just been part of one robbery years ago, but in truth, when it came to his growing resent of his overbearing landlord, Peter didn't really care. Even a masked vigilantly can sometimes make a little exception now and again.

Nonetheless once he gained composure, went off to find Felicia at the location they'd agreed to meet at. The meet up spot was on the street corner near his apartment and Peter once again felt a mixture of excitement and apprehension of meeting his girlfriend out of her Black cat outfit for the first time, then again she'd probably be feeling the same thing of meeting him.

He eventually arrived at the meet up spot and leaned against a lamppost while glancing around at the passing crowds and trying and catch a glimpse of a certain platinum blonde woman. He stood there for a while and looked at his watch just making sure they wouldn't be late to meet up with Mary Jane. It was then he noticed a woman, looking rather lost, rounding the corner who was wearing tight jeans, a beige turtleneck jumper and a leather jacket, but what attracted Peter to this woman was her short platinum blonde hair…

"Felicia!" Peter called out to the woman, who looked over to whoever who called her name. When she saw who it was, she grinned happily and raced up to him, embracing him in a tight hug.

"Peter!" She gleefully replied. "Spotting me out from the crowd there, was it that Spider-sense that helped you out that time?"

"Not quite," Peter laughed. "You're the only girl I've seen round New York with short platinum blonde hair."

The former cat burglar rolled her eyes with sarcasm. "Oh _great_ , now I've got to grow my hair longer to not stand out then."

The couple laughed and Felicia wrapped her arm round Peter's arm as they began to walk off to the coffee shop to meet up with Mary Jane. Just as they headed off, Felicia remembered something.

"Say Pete, did you remember giving that landlord of yours that money?" She asked.

Peter nodded and chuckled remembering it. "Yeah, not only was his face a picture, but for once that's the first time I've seen him shut up about something. Come to think of it, I wish I had my camera on me to take that photo."

"I can see it now," Felicia replied with a sly grin. "Alas, no need to worry about him any more, you'll be moving in my place soon…Also, I seriously can't get over that apartment of yours and how it's not been condemned by the authorities."

Peter shook his head; he was never going to hear the end of it from his girlfriend. They chatted on for a fair bit as they walked onwards to coffee shop. His mind was speculating over what Mary Jane had to say to them when they got there. However, he had no idea of the madness that was to follow.

 **XXX**

It didn't take long for them to find the coffee shop and Mary Jane was already sitting at a table near the window, not surprisingly making it easy to spot her. "Hey MJ," Peter greeted her.

"Surprised?" She asked remembering her voicemail call to Peter and how she could imagine Peter would've have been stunned to hear from her.

"Very," Peter replied then he looked back at Felicia then back to Mary Jane. "Um, MJ, I'd like to introduce to you my girlfriend, Felicia Hardy. Felicia, this is Mary Jane Watson."

The two girls acknowledged each other and shook hands. As they sat down, Felicia knew of Mary Jane thanks to the many billboards around the city and of the play she was staring in, but it was a strange feeling meeting her in the flesh for the first time, almost like she had never seen or heard of her before. In turn, Mary Jane stared at Felicia. Mary Jane noted how attractive Felicia looked; she couldn't blame Peter being drawn to her in the first place.

"Everything ok?" Peter asked noting the silence between them.

"You might say so," Mary Jane replied. "This has nothing to do with the wedding, it's just…the last meeting we had outside my apartment, you left me with a few questions."

"What did he say?" Felicia inquired, her eyes narrowing.

"I'm not sure how to begin," Mary Jane admitted. "Peter mentioned you and said something about being a great fighter and stopping crime."

Felicia muttered an insult to Peter under her breath before trying to find a way out of this hole that Peter had dug them into. "Well…it's quite a unpredictable life I have. But yes, I do sometimes stop crime."

Mary Jane's eyes widened. "Oh! You mean that you're a cop?"

Felicia held back the urge to laugh and Peter had to look away and try and keep a straight face at the irony of the comment. _"If you only knew,"_ Peter thought to himself.

"No, I'm not with the police," Felicia remarked. "I'm just out on my own doing my thing with Pete." She then noticed the rather large and expensive looking engagement ring Mary Jane had. _"Good god that Jameson guy Peter tells me about must be loaded!"_ She thought in amazement.

"What are you saying?" Mary Jane inquired.

The platinum blonde woman sighed. "You see my life is…complicated."

"Sound like Peter," Mary Jane noted, in which Peter rubbed the back of his neck awkwardly.

"But as you're interested, I might spill the beans," Felicia suddenly admitted, in which Peter looked at her in shock, surely she wouldn't do it, right? "To answer your question. Yes, me and Pete both do attempt to stop crime whenever we can, even though you don't get much love from the press thinking that you're a bad guy and—what?"

Under the table, Peter tapped the side of Felicia's leg to indicate to her to shut her up. His expression was one of total horror.

Mary Jane on the other hand looked stupefied by Felicia's comments, only giving her more questions than answers. "What…what exactly do you two _do_?"

At first she thought Peter had almost blown their cover, now Felicia had gotten herself into trouble ( _"Me and my big mouth!"_ She thought angrily to herself.) "I…we…oh boy, um…"

Then, for either better or for worse, Peter's spider-sense went off and without thinking, he gabbed both woman and dived forward as a black car came crashing through the window causing panic in the coffee shop. Peter's face narrowly avoided the car's wheel until the car crashed on its side and did a roll over before crashing into the wall at the back of the café.

As he and Mary Jane stood up, Peter thought it was a driver trying to commit suicide by ramming into the place, but he looked back at the car and noticed there was no one in it, what was going on? Then the ground started to shake with what seemed like a huge thud of steps, outside people were running round like crazy, no doubt that the crashed car must've been linked with whatever was going on outside.

"What's happening?" Felicia asked in bewilderment, she had landed away from Peter and MJ near a pile of rubble. Then her answer was seemingly answered when the three of them saw who was responsible. Arriving into the wrecked coffee shop, with the help of his four metal tentacles, Doc Ock entered and behind his dark glasses, his eyes were fixed squarely on Peter.

"Peter Parker," Otto greeted coldly, then noticed Mary Jane beside him. "…And the girlfriend."

Then one of the metal arms grabbed Peter and dragged him close to him until they were face to face. "What'd you want?" Peter stuttered.

"I want you to find your friend Spider-man," Doc Ock instructed Peter. "Tell him to meet me at the Westside Tower within the next hour."

"Why…why do you want him for?" Peter answered with growing concern in his voice.

Otto said nothing until one of the metal arms pulled off his dark glasses. "I have a little something for him...find him." Then two of the metal limbs surrounded a terrified Mary Jane. "Or I'll peel the flesh off her bones." One of the metal arms then clinked it's claws together seemly excited to do so.

Peter glared at Otto at his horrible comment to Mary Jane. "If you lay…one finger on her—"

"You'll do what?" Otto interrupted him, in which Peter said nothing, then without warning, Doc Ock threw Peter across the room, hitting the wall and landing within a pile of rubble, which more of it fell on top of him in the process.

Felicia was so shocked at what was going on that she was frozen in utter terror and couldn't do anything to help. Otto then placed his glasses back on and gave an evil grin towards Mary Jane, in which she screamed as one of the arms wrapped round her waist and began carrying her off. Doc Ock ignored the screams of the redhead woman in his clutches and the people in the streets screaming and running around trying to get out of his way.

Just as the mad scientist left, Felicia seemly managed to get out of her shocked state and raced over to the pile that Peter was buried under.

"Peter! Can you hear me? Are you alright?!" Felicia cried as she frantically pulled off some of the larger blocks of rubble off him.

Peter's eyes flickered opened as Felicia helped him up, his face was covered in dirt and some cuts. "W-what happened?" The force from the impact had knocked him out.

"That Doc Ock guy took Mary Jane!" Felicia explained and Peter's eyes widened as he then noticed in distance outside Doc Ock climbing up the building with a screaming Mary Jane in his clutches.

Peter looked back at Felicia, now with a determined look. "Come on, Felicia. We've got to get MJ back and stopped him once and for all." With that said, the two ran off to find a place to get changed into their costumes. The day was only going to get more dangerous.

* * *

 **And now the epic showdown begins! Originally this chapter was going to part of the next chapter but I then I thought in my current writer's block state, that wasn't a good idea so I've had to split the chapters in order to get an update up. The next chapter will be off that epic battle which all Spiderman fans know what I'm on about...until then, look out!**


	5. The Spider, The Cat And The Octopus

**After a long delay, some good news...an update! So yeah, I had some things to IRL which prevented me from doing this chapter. I must also make a small confession that I'm not that good when it comes to battle scenes, ironic that superhero stories have a battle of somesort. So hopefully this won't be too bad, speaking of superheroes, I did managed to see Ant-Man. Good film despite a somewhat meh villain that could've had another draft just to fix some things.**

 **So yeah, I've also decided to do a sequel straight after this story (3 chapters to go after this one) and will not be based on Spider-Man 3 as such, only VERY loosely. One thing I will confirm that New Goblin will be in it, no Venom in it unfortunately and I'm still debating if to include Sandman in it, though if I do include him, it'll be a rewrite of the character than the version than we got in the film. It should be a good challenge to make SM3 less cluttered but a bit more challenging to make it different from the other SM3 rewrites I've seen, though having Black Cat in it is a start to make it stand out.**

 **So anyway, let's get back to the story!**

* * *

 **Chapter 5**

 **The Spider, The Cat And The Octopus**

News of Doc Ock's sudden attack spread like wildfire across the city and now Spider-Man and Black cat were on their way to find the villainous scientist and stop him. As they swung across New York, Felicia was only now beginning to understand how dangerous Doc Ock was. It was rather a shock to her that not long before she had always thought that Shocker was her greatest nemesis, but since seeing Doc Ock up close and how ruthless he seemed, the four metal armed villain made Shocker look like a chump and a generally dull character, something that Felicia would never think would be possible in a million years.

Yet whatever thoughts she might have now of Shocker, her thoughts were on her and Spider-Man's showdown with Doc Ock. As they were getting closer to the Westside Tower, neither spoke, practically Spider-man. Under his mask, his face was one of total concentration and his mind was filled with many horrible thoughts about what might have happened to Mary Jane. He knew that Mary Jane was never going see him again after her marriage either way, but he wasn't going to let his childhood friend suffer anymore and knew that her future with John Jameson was her best chance to be safe from anymore of Spider-Man's enemies.

They swung on further across the New York skyline and finally caught sight of the Westside Tower…and the certain mad scientist waiting for them. With the help of his metal arms, Otto climbed the side of the clock tower as Spider-Man and Black Cat quickly landed on each side of the tower's spike and faced down at Doc Ock.

"Where is she?" Spider-Man demanded, his grip on the spike tightening with growing anger.

"Oh she'll be just fine," Doc Ock replied dryly before he motioned his finger at the two of them to come down. "Let's talk."

Without a moment's hesitation, Spider-Man lunged down at Doc Ock and began lay into the four metal armed villain with Black Cat following in behind. Spider-Man and Black Cat dodged attacking tentacles before they landed in front of Otto before attempting to lay several punches to his face, in which the metal arms helped defend Otto. Once Spider-Man managed to punch Doc Ock's face, one of the metal arms responded by pushing Spider-Man back towards the side of the tower before throwing him over the edge.

Black Cat managed to distract Doc Ock just as Spider-Man managed to latch onto one of the clock hands. She was knocked back nearly going over the edge before Doc Ock turned his attention back to Spider-Man and sending a metal arm down to the clock hand and breaking it from it's position, sending Spider-Man falling. The masked superhero fired several balls of web upwards hitting Doc Ock's face, temporary making his stumble back and giving an opportunity for Black Cat to take him on again.

Spider-Man fired a long line of web against the side of the building and another web line down at the falling clock hand. He managed to get a hold of the clock hand and by using the other webbed line as a catapult; he launched upwards firing up the clock hand towards the eight metal-armed villain. He was just in time too, that it managed to knock Doc Ock off his feet and send him hitting the clock face, not to mention that it came as a relief for Black Cat who had been struggling to fend of Otto's relentless attacks and lay on her side after a wicked beating.

But Doc Ock didn't give in and the metal arms grabbed the clock hand, which had gotten embedded into the wall, breaking it in two and throwing it down at Spider-Man. He managed to dodge the both of them but one of the metal arms charged down at him and made him lose his grip on his webline and quickly fired two more shots of webbing up at Doc Ock, this time almost trying to drag him down with him. Even with the metal arms trying to hold him back, Black Cat stepped in and assisted Spider-Man pushing Doc Ock down. However one of the metal arms caught hold of Black Cat and pulled her down with him. Now all three were in freefall and heading towards the overhead railway below.

Just as they were about to land on the tracks, a train rushed through and the three landed on the roof of the train with quite a force and tumbled backwards. Quickly though, all three managed to get their grip on the roof of the train and prepared to continue their battle. Black Cat fired two of her rope lining at Otto but two metal arms defended him and stopping the ropes in their tracks. The arms pulled Black cat over towards Doc Ock, but she managed to make a recovery and with a forward flip, kicking Otto in the face and also helping her bounce back on her feet. With the help of the metal arms, Otto managed to stop falling backwards and getting back on his feet again as the metal tentacles quickly began lashing out attacks at both Spider-Man and Black Cat as they attempted to dodge the attacks.

As the battle wore on, Spider-Man and Black Cat found themselves dodging attacks from Doc Ock while trying to hold onto the train. The metal arms began grabbing Spider-Man and lunged him into the side of the train and send him crashing through. Black Cat distracted Doc Ock, which gave Spider-Man the chance to get back onto the roof (narrowly missing a train on the other line as he climbed up again), lord knows what the passengers on board that train must've been thinking in that moment. Thanks to Black Cat's distraction, Spider-Man was able to lay a couple of punches to Otto's face, but he was quickly thrown back along the back of the train thanks to one of the metal arms, landing beside Black Cat.

Spider-Man fired several lines of webbing at Otto to try and pin the metal arms down while Black Cat went in to lay some blows into Doc Ock. Just as she approached him to pay one punch on him, the four metal arms broke from their webbed prison and gave Black Cat such a major beating that part of her leather cat suit was ripped in places and to show much insult to injury, the metal arms chucked her off the train roof.

"Cat!" Spider-Man yelled and fired another line of webbing to catch his partner from crashing onto the streets below. He yanked her back quickly as she landed in his arms; her face had received a cut above her right eye and thankfully, she hadn't been knocked out.

Just as Spider-Man was asking her if she was ok, Doc Ock's metal arms went back into the carriage and pulled out two terrified passengers and without even looking at them, he threw them to each side over the tracks to the streets below. Spider-Man and Black Cat had to scramble to action, swing over and quickly grabbed a passenger each. Spider-Man quickly made a big web on one side in which he dropped the female passenger in the web and then hurriedly swung over to create another giant web for Black Cat to dump the other passenger into. Both passengers had been saved by the skin of their teeth.

Seeing that both of these costumed characters weren't giving in so easily, Doc Ock's metal arms carried him away from the duo and headed towards the front of the train, for he had a plan to stop them for good. It didn't take him long to get there and as soon as he got there, one of the arms dived into the front window, roughly shoving the unfortunate train driver to the floor. Then the arms grabbed the accelerator throttle and sent the train up to full speed, causing commuters on a nearby platform to jump clear of the runaway train. The mechanical tentacle then ripped the throttle from the controls, and then with some sadistic amusement, Doc Ock launched the throttle stick over to Spider-Man, which he and Black Cat had managed to catch up to Otto in that moment.

The masked vigilante caught the stick and it took him and Black Cat a few seconds to realize in horror what this certain object was for.

"You two have a train to catch," Otto pointed out to them with a cruel grin before giving them an unenthusiastic salute and launching off the train thanks to the metal tentacles. The superhero duo could only watch the metal arm menace escape before they heard the cries of terror from the train driver.

Black Cat then had an idea. "Peter, you try and see you can stop the train, I'm going to find Doc Ock."

"You serious?!" Peter asked in bewilderment. "You can't face him alone! Even with both of us he's un—"

"We can't let him get away!" Felicia snapped. "I'll keep him busy, you just stop this train...somehow." She then fired one of her grappling ropes at a nearby building and took chase after Otto.

Peter could only watch as his partner left the scene and feared what might happen, however his thoughts were soon broken by the train driver's calls. "Help! HELP!"

Spider-Man crawled alongside on the side of the front carriage and looked through a large gap in the wall that had been made by one of Doc Ock's arms. He could see the driver frantically pushing the emergency stop button but to no avail, it seemed that the control panel had also been damaged heavily when that stick had been pulled out.

"The brakes are gone!" The driver screamed. "I can't stop it!" Then without warning a shower of sparks burst out from the control panel and hit Peter's mask, in which caused a burning sensation on his face that he had to remove his mask. His Spider-sense suddenly kicked in when he noticed that within a few short miles would be the end of the line, and on the other end, a high drop that would lead the passengers to their deaths.

Without even caring about his mask and his secret identity being exposed, he clambered to the front of the train and began thinking of how to stop the train.

 **XXX**

Meanwhile not far, Black Cat had caught up with Doc Ock on top of a building. "Hey big guy, you just running away like that?!" she taunted at him, in which Otto stopped to face her, the intelligent arms seemingly ready to attack her. "You just going leave Spider-Man back there, or have you something bigger in mind?"

Oddly, rather than look suspicious at that last phrase, the fallen scientist tilted his head at her. "And who are you suppose to be?"

"Oh sorry, I'm such a _bad_ girl for not introducing myself…call me Black Cat," She replied mockingly as she got into a defensive stance.

"How ironic," Otto muttered. "A spider, a cat and an octopus doing battle…what a story." Then without warning, the tentacles fired forward at Black Cat and almost causing her to get caught out and only managed to dodge them. She was quickly caught out and one of the tentacles wrapped round her waist and pulled her close. In spite of this, she just had enough space on her wrist to fire one of her grappling hooks at one of the bottom tentacles which inevitably lost it's grip on her and letting her give him a backward somersault of a kick to the face.

She had almost landed back on her feet until suddenly another one of the tentacles slammed into her and sent flying back over towards a billboard nearby. The impact was so forceful that it seem to knock Black Cat out and she lay there wounded with blood coming from her mouth, only reminding Black Cat of her first battle with Shocker when he defeated her in a similar fashion. Otto grinned at his defeated opponent before glancing back at the runaway train in the distance. "Looks like your boyfriend hasn't caught the train yet." Otto joked to her, carrying on with his sly joke from before. Once more he was headed back to face Spider-Man and left the unfortunate leather clad girl lying there and fearing for her love.

She could only muster a weak mutter as she witnessed Doc Ock escaping from her. "G-God help you...Peter."

 **XXX**

Back with the train, Peter had tried slowing the train down by using his feet in between the track with little success ("Got anymore bright ideas?" The driver had asked rudely despite his and many other people's lives at risk.) Next time he tried fired webbing at buildings on each side of the tracks, but only managed to rip the walls of them, now he had fired and unprecedented amount of webbing at the buildings on other side and this time, Peter began to feel the train slowing down, _just_.

Despite his best efforts, some of the webbing snapped and Peter and to fire even more webbing in hoping that he could slow to train down. It was sheer pain trying to hold back the train as he let out a long yell of pain and was beginning to see red, parts of his costume ripping in the process.

"We're slowing down!" said one of the passengers noticing the speed of the train, but Peter never heard this his grip on the webbing tightened as the end of the line came nearer. Even though the train finally started to noticeably slow down, it was still going too fast. Peter screamed louder in pain as the train crashed through the buffer stop, he was seeing red so much that he didn't seem to know how close he was to the edge. Even now the train was slowly headed even closer towards the edge until, with a final groan of creaking metal, the train finally stopped just tilting over the edge.

A long silence followed after the train stopped and Peter let go of the webbing and collapsed from total exhaustion, he began to fall forward. Just in that moment though, the driver and several passengers grabbed him and gently began pulling him back into the train. As they lifted his body into the train, the passengers carried him over their heads and gently lowered him down onto the floor of the train and all took a step back looking on as after many years, these New Yorkers could finally see the man behind the mask.

"…Is he alive?" Asked a woman who broke the silence among the awed passengers.

"He's…just a kid," said a male passenger in disbelieve. "No older than my son."

No one said anything from there, then Peter's eyes slowly flickered opened as he saw the crowd of people all gathered round him staring at him. Peter felt his face and his eyes widened in horror when he felt his mask wasn't there and he sat up feeling totally exposed, bewildered and confused of what to do.

An African American who had knelt down beside him reassured him saying, "It's all right". The man then looked back and stood up as two young boys, a tall one and a short one, came forward.

"We found something," said the one of the boys and behind him the other boy handed over to Peter his missing mask.

Peter slowly grabbed his mask back from the boy, still unsure about what was going on around him.

"We won't tell nobody," the shorter boy said and several people nodded in agreement. A sense of relief and comfort seemed to wash over Peter as who knew that due to him saving their lives, these good people would mercifully not exploit his secret identity to the world. He pulled his mask over and slowly got back on his feet again in which some passengers helped him up, then came the sound of breaking steel and some sparks flying from the back of the car.

A couple of screams from the passengers along with some scrambling from the back to front followed as Spider-Man turned round to see what was going on. Standing there with his metal tentacles ready to strike, Doc Ock stared the throng of people down with a villainous stare. "He's mine!" He barked to the shaken passengers. Spider-Man suddenly felt a horrible sense of comprehension of what might have happened to Black Cat as she attempted to battle Doc Ock; any sense of hope about her had suddenly been crushed. Then suddenly from nearby Otto, one of the male passengers stood forward.

"You wanna get to him," the male passenger spoke up bravely to Doc Ock. "You gotta go through me."

"And me," suddenly said another male passenger behind the brave civilian.

"Me too," came the voice of a female passenger. At this point nearly everyone in that carriage started to stand up to the villain in an attempt to protect Spider-Man, in whom Otto looked more amused than stunned at the bravery of these people.

He then nodded seemingly understanding the situation. "Very well," he replied. Then two of the metal tentacles charged forward and pushed many of the passengers to each side of the carriage, giving Doc Ock a clear shot of Spider-Man.

Those beside Spider-Man who had not caught by the dangerous metal arms held their ground beside the masked hero. However he then motioned to those certain passengers to stand aside in which they reluctantly did, having no idea what Spider-Man was about to do. He then staggered forward towards Otto, but without warning, one of the free tentacles raced forward and struck Spider-Man in the face knocking him out. The passengers were once again helpless as the webbed hero lay there defeated on the floor as Doc Ock walked forward to grab the body and leave the appalled passengers behind. They could only dread of what the villain had in store for their hero.

 **XXX**

From where Doc Ock had left her, Felicia slowly tried to get up, though she felt pain thanks to impact she had with that billboard sign from earlier. "God _damn_ ," she uttered with her teeth clenched as she tried to hold back the pain, she was now beginning to see the hardships of living the hero life. She managed to get control of the pain as she hobbled over to the edge of the building to try and see if Peter had managed to stop the train. She narrowed her eyes as she looked into the distance and just very faintly, she could see the outline of the train standing there right at the end of the line.

As she was about to let out a sigh of relief, her eyes soon glanced over to he left as she saw Doc Ock escaping climbing alongside a nearby building. Her heart sank that he had escaped, but her disappointed quickly turned to horror when she noticed that in one of the arms had it's grip wrapped round the body of a certain spandex clad hero, and the person in question was not moving.

Her thoughts rapidly started screaming to her to follow Doc Ock in which she didn't need asking twice as she fired one of her grappling cables to one of the taller buildings nearby and took chase. She then she had a strong suspicion that the only reason why Otto was carrying Spider-Man's body would've been something to do with that Harry Osborne she remembered from last night. She didn't know what the two had planned but nonetheless she wasn't going to lose Spider-Man, no, Peter Parker, like this.

"I'm coming, Peter…"

* * *

 **Well, I think we all know what the next chapter will be about, but keep an eye on the next chapter as I try to fix a noticeable plot hole from both the movie and the game, in which Black Cat will be used to fix it. If you know I'm talking about, I'll be impressed and you'll get a cyber cookie as a reward, haha! So yeah, see you later in the next update!**


	6. Harry's Revelation

**Update time! As you can see, this is a quick one as I did this chapter within a day. When it battle scenes like the last chapter, I can be pretty slow though in contrast with chapters just full of dialogue, I'm the guy you need for a quick write up! Anyway, this scene is one we all know is coming, but I will fill in a plothole that no one seems to mention in any reviews, keep an eye what Black cat's useful purpose is. What is it? Let's find out!**

* * *

 **Chapter 6**

 **Harry's Revelation**

Stormy Night clouds had fallen over New York that evening, and within his lavished mansion Harry Osborne looked at the fireplace with a half drunk glass of whiskey and his thoughts elsewhere. He had been like this all evening thanks to the various news channels on the TV saying Spider-Man had stopped a train from crashing and saved the people onboard, but Doc Ock had defeated him and had carried him off, the whereabouts of Spider-Man were a mystery. Harry could only hope that Doc Ock would follow through with their deal and not try and stab him in the back with what he had planned for Spider-Man.

He didn't know how long he had been standing there for while looking into the fire until he heard a sound of high pitched squealing that Harry remembered from last night, those tentacles...

Harry looked behind him and there was Doc Ock with Spider-Man, wrapped round in barbed wire, being held above his head like a conquered trophy. In that moment Harry's doubts of Otto not going along with the deal evaporated and his thoughts quickly turned to those of amazement that Doc Ock had stayed true to his words and had delivered Spider-Man as Harry wanted.

"Where do you want him? Otto asked.

The young Osborne, still somewhat at a loss for words, timidly pointed to the couch nearby Otto. He stared in incomprehension at the defeated Spider-Man; stunned that here he was after all these years and completely forgetting that Otto was in same room.

"…And the tritium?" Otto's voice broke the silence and Harry out of his thoughts, the metal tentacles' squeals and threatening look caused Harry to rush over to the large painting on the wall. He pulled it back revealing a fairly large safe before he quickly set about unlocking it. Once he'd done that, he opened the door to show inside was a basketball sized glass sphere, which in it, was all the remaining tritium that Harry owned.

He could only admire the precious material before one of the metal arms shoved him out of the way rudely allowing room for Otto to marvel at it himself. The fallen scientist removed his glasses and stood there admiring at it.

"Yes…" he uttered in triumph. Harry turned his gaze from Otto back to Spider-Man's motionless body, then he turned back at Doc Ock, only to find he was no longer at the safe and he quickly looked towards the open veranda to see Doc Ock leaving with the tritium, watching him until he started climbing down the building and was out of site.

At that very moment on the outside, Black Cat had arrived at the mansion and quickly hid out of site as she saw Doc Ock climb down the side of the building with something. She then looked back at the mansion and assumed that Spider-Man was inside, with completely no idea as what had happened to him.

Inside the building, Harry then looked behind him at a small table that had a knife on it (a picture of him and his late father just so happened to be next to it). He then grabbed the knife and with trepidation in his heart, he walked forward to perform the act of justice for his Dad he'd been waiting to do for two years now. It also only dawned on Harry that couch that Spider-Man was lying on was the same one that he had left his father on that fateful night, a strange sense of justice and karma at once.

"If only I could cause you the pain that you've caused me," Harry spoke to Spider-Man, who slightly turned his head over to left to see Harry towering above him. In that moment, Harry pulled the knife out from its satchel. "…First we'll see who's behind the mask. I can look into your eyes as you die."

He grabbed the mask and yanked it off to reveal…Peter Parker.

Harry's face went to a pure state of shock and stumbled back, dropping the knife in the process. "Pete…No…It can't be…" Harry rambled in puzzlement, then another hideous thought entered Harry's mind. He had told Doc Ock to find Peter that would help him find Spider-Man, what if Otto had the _real_ Spider-Man killed and had instead placed Peter Parker in the Spider-Man outfit as a cruel joke to Harry? The fact that he had almost killed his friend like that and also that with real Spider-Man was already dead somewhere, he could never avenge his father made the situation even worse for him. He fell backwards onto a table as Peter quickly stood up and removed the barbed wire round him.

This time, _he_ was the one staring down at shaken man. "Harry…where is she? Where is he keeping her?"

Harry said nothing, still in a state of alarm from the unmasking.

"He's got MJ," Peter added, still trying to speak out to Harry.

"No," Harry uttered. "All he wanted was the tritium."

"Tritium?" Peter replied and thought about why Otto wanted it, and then it came clear as day why he wanted it. "…He's making the machine again. When that happens, she'll die along with half of New York. Now _where_ is he?"

"Peter…" Harry replied timidly. "…You killed my father."

He was about to retort saying that he didn't kill his father, then Peter remembered Norman's last fateful words.

 _Don't tell Harry._

Peter felt horrible by not telling Harry the truth, but he had to follow with the late man's words. "…There are bigger things happening here than me and you…Harry, please, I've got to stop him, where is he?"

"You might want to follow me," came the sound of a certain female voice. Peter and Harry looked over to the open veranda to see Black Cat standing there, but her eyes widened seeing that Peter's identity was on show. "Oh no, you didn't…we've gotta go, c'mon!"

With a heavy sigh, Peter grabbed his mask up from the floor (in which Harry had dropped it in shock during the reveal earlier). "We'll talk about this later…I'm so sorry about this." With his mask pulled over his head again, he raced over to the balcony and followed Black Cat in the hunt for stopping Otto and rescuing Mary Jane.

They were quickly out off sight and Harry sat there with conflict of emotions tearing at him at what had just happened. He didn't know what to do in that moment, all he did know however was that his relationship with Peter had surely changed for the worse…forever.

* * *

 **Ooh, what drama, haha! So yeah, do you remember that scene in the film when Peter asks Harry where Doc Ock's base is, yet we don't hear Harry say where it is and yet _somehow_ Peter finds it. True in the game version Harry does say where it is, but even Doc Ock didn't even mention where it is, it's always been a little plot hole that's bugged me...until now! So if you remember a few chapters back with Black Cat following Doc Ock to find where his base of operations are? Well, you can see how useful a character Black Cat is in helping Spider-Man to find Doc Ock's base, rather than ask Harry. So in a nutshell, I've filled in a plot hole! The next chapter is...well, you should know really, the big showdown! So until next time, stay tuned! **


	7. To Save The City

**Here we are then, the final showdown! I was thinking that it would take me as long to get this chapter up as it did with the train fight chapter, yet wherever I was in a good mood or actually getting more confident at battle scenes, the chapter was done within two days, not bad I must say! So yeah, the chapter being called 'To Save The City' is the same name used in the game version for the final chapter and as we are taking in some influence from the game, though mostly following the movie, it seemed rather fitting to use it.**

 **Of course, even though we are following the movie closely, I've changed it up a wee bit in the final battle, never mind that we have Black Cat in it. *sigh* She would've been useful in that final battle in the game if you who played the game would understand. So to shut my face up, fasten your seat belts and here we go!**

* * *

 **Chapter 7**

 **To Save The City**

Shortly after leaving the Osborn mansion, Spider-Man and Black Cat were on their way swinging across the city to meet up with Doc Ock and finally defeat him once and for all. As she had tracked down Otto's lair, Black Cat was out in front leading Spider-Man, though behind his mask, Peter's face was furrowed with a mixture of concern and alarm. He was thinking back at his meeting with Harry involving his unmasking and the consequences of their relationship from now on. However, the thought on his mind at that moment was worrying about Mary Jane's plight. Looking back on his choice to embrace his superhero life more now didn't seem all that bad that even when out of costume, those close to him would always _somehow_ get caught up in trouble with Spider-Man one way or another.

Nonetheless, he had to push all those reflections out of his mind and concentrate on following Black Cat to where Otto Octavius was keeping Mary Jane and stop him from attempting to start that lethal experiment again. After what felt like fifteen minutes of swinging across the city, they arrived at the docks on the very edge of the city near the Hudson River. Black Cat quickly pointed over towards a crumbling wooden warehouse on a waterfront pier. Spider-Man followed his partner and the two of them landed on a rather unstable part of the roof that almost collapsed as they landed on it.

"This it?" Spider-Man asked looking at the structure.

"The very place," Black Cat replied while crossing her arms. "This is where he's hiding ever since he broke out of that hospital," She paused to look at the decaying structure. "Remember what I said before?"

"What's that?" Spider-Man asked.

Black Cat looked down at the crumbling roof tiles at her feet as she began repeating a quote she'd said before. "That in terms of a villain hideout, with it being abandoned, looking suspect and all that, it isn't the most original looking lair I've seen."

Peter smirked beneath the mask as he remembered that night when she'd told him after finding Otto's hideout from before. Just then, they both heard a faint female voice coming from inside the warehouse.

" _Hey_!"

He knew immediately that voice from anywhere and quickly came up with a plan of action. "Ok here's what we'll do," Spider-Man informed Black Cat his proposal. "First we'll get MJ out of there first, then we'll take out Doc Ock."

"What about this fusion machine thingy?" Black Cat questioned. "How'd you stop it last time?"

"All we have to do is simply pull the plug," Spider-Man answered as he recollected on the first time he'd done it before. "If we do that, then the fusion reactor should stop working."

The short platinum blonde woman place her hands on her hips and looked up at the New York evening skyline. "…Alright then," She replied after thinking it through. "Hope you're right about this, Peter."

They found a large hole in the roof nearby which was big enough to allow the two of them to enter. "But one other thing," Black Cat added as they climbed down the hole. "What if your plans goes wrong, what'd we do then?"

Spider-Man shrugged his shoulders. "I don't know, make it up as you go along."

They quietly entered through the wall and landed on one of the pillars and peered into the darkened warehouse for any sign of life. It didn't take them long to catch sight of four metal tentacles glittering in the darkness and also seeing Otto checking over the ball of tritium. In front of his though was the fusion reactor, but Spider-Man noted that this was even larger than the one that was in Otto's laboratory and slightly cruder in design, no doubt Otto having built this one himself. But what Spider-Man noted was several active computers doted around the reactor with large thick cables were connected up to the large machine, this wasn't like with the original one and even Black Cat could tell that something didn't seem right.

"You did say we just had to pull the plug, right?" Black Cat remarked.

"Yes…" Spider-Man muttered while still taking in what he saw.

"I think you meant pull the _plugs_ ," she added pointing out the many computers that were scattered around. "Guess we have to start making it up as we go along now. Bang goes your plan."

Her partner was about to reply to that, but then they heard Mary Jane's voice again.

"Hey! HEY!" The two of them then looked below them seeing Mary Jane, her hands being tied up by one of the pillars above her head and for some reason, she looked more angry then terrified as Doc Ock's hostage. She whistled at Otto in which the mad scientist finally looked back at her after seemingly ignoring her calls and lifting his goggles up. "I'm talking to you!" Mary Jane snapped at him. "You got what you want for your little science project now let me go!"

Otto remained expressionless. "I can't let you go, you'd bring the police. Not that anybody could stop me now that Spider-Man's dead."

"…He's not dead," Mary Jane replied sounding a little docile. "I don't believe you."

"Believe it," Otto replied dismissing her hopes and pulled his goggles down as he went back to switching the fusion reactor to life. After flicking a few switches at a nearby console, a bright orange glow appeared from reactor that emulated the gloomy warehouse, followed by a humming sound.

Spider-Man and Black Cat nodded at each other indicating that this was the chance to get Mary Jane free and out of harms way. Quietly as they could, they climbed down the pillar they were on, just at the moment in which Doc Ock managed to gain a successful fusion reaction. As Mary Jane watched the spectacle before her, Spider-Man was now above her directly with Black Cat on the other side of the pillar.

"Surprise." Spider-Man whispered to her, which her head shot up hearing his voice. Her face was one of relief that Otto was wrong in thinking that he was dead, though she also noticed Black Cat on the other side of her and she didn't know why, but this woman with the short white hair looked vaguely familiar…

Briefly looking over to Doc Ock working away on the fusion reactor, Spider-Man looked down again at the redhead. "As soon as you get free—" His Spider-Sense suddenly alerted him and just in time, a sharp pipe rammed it's way into the pillar above Mary Jane's head, making her scream and causing both heroes to jump out of the way. Otto had discovered them.

The four metal tentacles carried Otto over towards the masked vigilantly and seemed furious that Spider-Man had found him. "I should have known Osborn wouldn't have the spine to finish you!"

Spider-Man crouched down staring up at the menacing character before him. "Shut it down, Ock. You're going to hurt a lot more people this time."

Otto though seemed unmoved about the dangers ahead. "Well that's a risk we're willing to take."

Peter looked around at all the computers connecting the reactor before giving Black Cat a nod to start and staring down Otto again. "Well I'm not!"

Both heroes charged forward but only Black cat managed to get through while Spider-Man was caught by the metal tentacles and thrown back through a window near the roof of the building. He was catapulted out by quickly fired a line of webbing to swing back into the building. Black Cat though had already started to deactivate or wreck computers, but was being chased by Doc Ock around the lair. There were ten computers around the warehouse and she'd only taken out two of them when Otto finally caught up with her.

The tentacles whacked Black Cat against the wall just as she was about to deactivate the third one, crashing through the rotten wood. In that moment as well, Spider-Man came flying in from the roof and landing on an unsuspecting Doc Ock, sending them crashing through the floor and into a flooded section below. Spider-Man grabbed Otto by the collar and began laying in a good few blows to his face, this also gave Black Cat the chance to recover (the impact being not so bad due to the wooden wall being fairly weak) and continue switching the computers off around the warehouse as fast as she could.

While on the fourth computer, a power spike occurred and started to drag many loose objects into the reactor and a wave of energy hit the roof, destroying a section of it. Black Cat held onto to one of the computers to try and stop from being sucked in, but the chain wrapped round Mary Jane's legs began to get sucked in and started to lift the screaming redhead up towards the now unstable fusion reactor.

Spider-Man, while still holding a grip on Otto, heard Mary Jane's screaming and looked back to her. "Hang on, Mary Jane!" He shouted out to her before giving a final punch to Doc Ock, sending him flying back into the water.

Mary Jane was almost sucked right into the machine, but the chains on her arms caught onto a piece of piping that held her back. However within seconds, it snapped and a screaming Mary Jane was being sucked into the fusion reactor to meet her demise…but Spider-Man managed to stop her with his webbing just feet away from the unstable machine. Spider-Man pulled her back as much as he could, but the vacuum power of the reactor was proven too strong for even him.

The redhead then looked down seeing that chains on her legs were almost in the fiery sphere and was causing the strain for Spider-Man; they eventually went flying into the reactor and then caused Mary Jane to go flying forwards towards Spider-Man. He caught her and quickly lowered her nearby.

"Spidey!" Yelled Black Cat from the other side of the warehouse.

"What is it?" Spider-Man yelled back, the sound of the machine was getting louder by the minute.

"The computers are either all off or destroyed," Black Cat explained. "Yet how the hell is this thing still _working_?!"

Spider-Man and Mary Jane looked at the fusion reactor and could only stare at the large ball of fire still working completely unaffected. He then noticed a set of thick black tubes heading from the reactor to a large mainframe that could've been last remaining source of energy.

"Run!" He yelled at Mary Jane before Doc Ock sent a large thick panel of wood on top of Spider-Man and slamming him to the floor. One of the tentacles then grabbed Spider-Man and flung him across a metal frame, crashing into it and hitting one of the thick black tubes with various pieces of rubble landing on him.

Black Cat ran in to help him and dodged oncoming tentacles that had sensed her attack. Against the relentless tentacles, she managed to land on Otto's back and began pulling him back away from Spider-Man. Despite almost matching Doc Ock in skill, one of the arms eventually tossed her aside nearby Mary Jane, knocked out from the attack. From this, Otto went back to finish off the spandex clad hero still lying in the rubble.

Mary Jane though, inspired by Black Cat's never say die attitude and seeing one of the metal arms lifting Spider-Man into the air, grabbed a thick wooden block and slowly crept up behind Otto. She got right behind him, but unlike Black Cat who managed to slow down Otto, the aforementioned man easily sensed her as she raised the block up ready to hit him and one arms grabbed the wooden block and another whacked her over back towards where Black Cat lay.

With Otto, one of the tentacles then sprouted out a deadly looking blade and prepared to stab Spider-Man while he was dangling. "Let's see you scurry out of this," he hissed as the blade charged into Spider-Man. However, the masked superhero fired webbing towards the thick black cable below him and dragged it up, just in time as the Otto's blade tore right into the fusion cable, giving him a major electrical shock which caused him to lose his grip on Spider-Man.

Without a moment's hesitation, Spider-Man quickly began tugging with all his might to pull the chunky cable out of the base of the fusion reactor. After some struggling and amidst a shower of sparks and electricity, Spider-Man managed to break the cable. The sudden blast, bright flash and cascade of sparks from the rupture caused Otto to be thrown backwards into the flooded hole that he'd ended up earlier. Spider-Man was also blasted backwards and landed on his side, he did though managed to get up and looked up and the broken link then over to the fusion reactor.

To his horror, it was _still_ working and it seemed that the fiery sphere was getting even bigger, not to mention still more items scattered around the warehouse were getting sucked in. "…Now what?" Was the only thing he could mutter as now, even sections of the building were being dragged into the unstable machine.

Nearby, Mary Jane had managed to get herself together following being thrown back and noticed Black Cat struggling to get back on her feet again. The redhead quickly dashed over to leather-clad woman to assist her, as MJ helped her up, her thought from earlier about knowing this girl from somewhere didn't seem that crazy. The short hair and those green eyes that this woman had made something in Mary Jane's mind click.

"Wait a minute," Mary Jane muttered, in which Black Cat looked at her uncertainty. "I've seen you before from somewhere…are you…Felicia?"

Felicia's eyes widened in alarm, she didn't know what to do. Mary Jane had worked out who she was and didn't if she was to disapprove it, keep silent about it or actually dare reveal herself to her, even though Peter would probably chew her out if she'd let their secret identities slip. But in the spur or the helpless situation around them, Felicia felt like she had no choice. All she could utter was a submissively sounding, "Yes."

Mary Jane gasped as she looked over to Spider-Man and back to Felicia a few times as her heart starting racing when she suddenly starting realize just who, after all these years, was Spider-Man. They then quickly dodged a flying metal pillar that went speeding into the fusion reactor that broke them out of the moment.

With Spider-Man, he hurried over to a beaten Otto who looked liked he had no more to give; even his vile tentacles seemed to have lost morale too and lay beside him inactive. Spider-Man would attempt to try and get through to the Otto that he knew was somewhere inside the madman before him.

"Dr. Octavius," Spider-Man spoke warmly to him, in which Otto looked perplexed at why this person was calling him by his second name. Spider-man then removed his mask revealing Peter Parker. "We have to shut it down. Please tell me how."

"Peter Parker?" Otto asked, stunned at who was Spider-Man all along. Then he smiled a toothy grin. "…'Brilliant but lazy'." He then remarked, quoting that phrase from Dr. Connors.

Despite this, Peter still tried to get through to him. "Look at what's happening. We must destroy it."

Otto glanced up seeing various wall sections starting to get sucked into the reactor. But despite all that was happening around him, he still had other ideas. "…I can't destroy it…I won't!"

Suddenly one of the tentacles rose out from the water and grabbed Peter by the neck, beginning to start chocking him. Still defiant by Otto's actions, the young brunette was giving in as he remembered a quote that Otto had said to him. "You once spoke to me about intelligence. That it was a gift to be used for the good of mankind."

The fallen scientist's eyes softened as he remembered when he'd said that to Peter, then he nodded. "A privilege."

"These things have turned you into something you're not," Peter added, starting to turn blue from the grip of the tentacles claw round his neck. "Don't listen to them."

The three remaining artificial intelligent tentacles stared at him intensely, almost bullying him to disregard Peter. "It was my dream," Otto replied.

"Sometimes," Peter coughed. "To do what's right, we have to be steady…and give up the thing we want the most. Even our dreams."

Otto remained silent s he thought over Peter's words, the metal arms making some sounds of protest. "…You're right." The metal arms then made louder sounds of protest to Otto. In that moment, a few sections of a small boat went flying towards the fusion reactor. "He's right," Otto said back at the arms, in which they squealed in disapproval. "Listen…listen to me now." The tentacles looked at him with threatening glares but Otto wasn't going to stand down to them. "Listen to me NOW!" From this outburst, the claw chocking Peter let it's grip off him and joined the other three now looking fearful at Otto. At long last, he'd finally gotten them under control.

Peter now went back to his original question. "Now, tell me how to stop it."

To his horror, Otto simply shook his head. "It can't be stopped. It's self sustaining now."

"Think!" Peter demanded.

Otto thought of how to stop the reactor from getting worse. "Unless…the river. Drown it."

Peter quickly turned round, but one of the tentacles grabbed his arm. "I'll do it,' Otto added as the four arms lifted him up from his watery spot and began walking him over to the reactor. As he got near it, Otto turned round looking at Peter with an expression that indicated to the younger man that Otto was going to sacrifice his life to save the city. Otto then turned to face the fusion reactor to begin its destruction. Peter also turned round to face Mary Jane and Black Cat without his mask, in which Black Cat looked over to the redhead with a nod while Mary Jane stared at Peter, her face a mixture of joy and awe as she could finally see after all these years of who the man was behind the mask.

The tender moment was soon interrupted as a large section of the wall behind the two woman started to fall forward due to the energy of the reactor. "NOO!" Peter ran in to save them. The two woman looked behind them to see the metal wall coming down on top of them, Mary Jane screamed while falling backwards on her back and covering herself from the impact while Black Cat ducked with her hands over her head. Peter just managed to get there in time and thanks to his strength, hold up the structure.

When both Black cat and Mary Jane noticed they'd been saved, a pause of silence between them. "Hi," Peter greeted to Mary Jane

"…Hi," Mary Jane responded, still dumbfounded at who Peter Parker really was.

"This is really heavy," Peter heaved as he tried to keep the structure from falling.

Nearby, Otto stood right under the ever dangerous reactor and with a great yell, the tentacles began tearing out the support beams for the machine that would cause it to fall in the river directly below him. This also was causing the warehouse to crumble to the point that at any second it would finally give way.

One certain person holding up a wall from coming down, Peter the glanced over to Black Cat. "MJ…I would like to _really_ introduce you to…Felicia Hardy."

"His crime fighting girlfriend," Felicia added, she looked generally moved by the moment the two childhood friends shared.

Meanwhile, the reactor was on an angle as Otto prepared to finish it off…and his life. "I will not die a monster!" Was to be his last words as with a long yell, the last remaining support beams gave way and the fusion reactor sank beneath the waves. The last of the fusion reactor's vacuum power also sucked in the wall that Peter had been holding up.

Quickly, Peter grabbed Mary Jane and along with Black Cat, swung away from the now ever disappearing warehouse. As they reached a safe distance from it, Peter looked back the orange glow in the water that started fading away as the reactor went deeper into the Hudson River. He felt a sense of sorrow that just like with Norman Osborn, he'd lost another good mentor like figure in the form of Dr. Otto Octavius, saving the city from certain doom.

 **XXX**

A few minutes had past since the old warehouse had vanished beneath the river and high above on one of the dock cranes, a large web could be seen that had three individuals on it. None of them said anything until Mary Jane broke the silence. "I think I always knew, all this time…who you really were."

Felicia gave her a questionable look at how she could've known.

Then Peter sighed sadly. "Now you know why we could never be together, that's what I meant back at Norman's funeral. Spider-Man will always have enemies; I can't let you take that risk. I will…always be Spider-Man." They then heard the police sirens coming their way. "With John Jameson, I know that you'll be safe from any danger and thus…I have to let you go to him… Goodbye, Mary Jane Watson."

The redhead tearfully nodded and even Felicia looked upset by the scene. Peter then lowered Mary Jane down with a webline to meet with the police and be taken to safety. The police cars stopped as soon as they could see Mary Jane being lowered down, and one certain fiancée opened the car door and went rushing over to where Mary Jane was about to touch the ground. As soon as she landed on top of a barge she heard a voice. "Mary Jane!" She looked down and saw rushing towards, with a motley amount of policemen in tow, John Jameson ran up to Mary Jane and embraced her into a tight hug.

However, Mary Jane could only look over to the faint forms of Peter and Felicia watching her from afar. The two heroes then placed their masks back on, turned round to leave before they caught one last look of MJ and swung off into the night. For Mary Jane, it truly felt the end of a chapter in her life, though in the arms of John Jameson, she knew that Peter was right, her future was with him and that a new chapter would begin. A truly bittersweet moment for her as she just stood there in her fiancée's arms and rested her head against his chest and thought of her days ahead.

 **XXX**

A few hours later and on the other side of the city, Harry Osborn sat on the couch caressing the side of the knife he held, feeling a sense of anguish. Local news channels had reported that Doc Ock had gone missing, presumably dead and that Spider-Man had saved Mary Jane. The channels also talked about the strange moments in which anything metal seemed to get dragged over to the docks, but Harry didn't follow that. All that was on his mind that he'd failed to kill Spider-Man, no, Peter Parker, and avenge his father.

He didn't know what to do that moment and just wondered what his father would say. Just then he heard a door creak open. "Hello?" Harry asked in confusion, who else would be here apart from him? Then he heard laughter of an individual from somewhere. Harry stood up and slowly walked forward trying to figure out where the laughter was coming from. "Who's there?"

"Son," suddenly said a voice that Harry never thought he'd hear again as he spun round at the mirror on the wall and gasped of what he saw…his farther.

"I'm here," announced Norman, dressed in black.

"…Dad?" Harry uttered in astonishment. He wasn't sure if he was losing his mind, but it felt real to him. "I thought you were—"

"No," Norman interrupted. "I'm alive in you, Harry. Now it's your turn…you swore to make Spider-Man pay, now make him pay."

"But Pete's my best friend," Harry replied hesitantly.

"And I'm your father," Norman retorted. "You're weak…you were always weak. You'll _always_ be weak until you take control." His scold then turned into a smile. "Now you know the truth about Peter. Be strong, Harry. Avenge me."

A tear fell from Harry as he shook his head in disapproval.

The warm face of Norman suddenly went loathsome and yelled, "Avenge me!"

"No!" Harry yelled back and through the knife at the mirror, shattering it on impact. But to his surprise, behind the mirror was a dark lair.

With no idea about this seemly-unknown part of the Osborn mansion, Harry crept forward into darkness to see for himself. Cobwebs hung over his head as the young man looked around, then he suddenly came face to face with a set of orange eyes and a frightening face that caused him to stumble back against a wall, which on contact suddenly lit up and behind was a section of shelves that had rows of small orange balls on them. He then noticed a few test tubes filled with a green liquid, he then remembered years ago that his father had tried to make super solider serum for the military though it was later abounded.

Harry grabbed one of the tubes and admired the thing before he looked up in awe at a glider that was held up by a black support beam. It then suddenly made hideous sense that with all this equipment, Norman Osborn _was_ the Green Goblin and that had died while in a battle with Spider-Man. Harry didn't know what to think of these sudden revelations, as all he could do was think about his father's words of avenging him…

* * *

 **Ooh what an ending, and a chapter! I must say the whole scene with Harry finding the lair has got to be one of my favourite scenes from the movie. That scene would've been amazing had it been a mid-credits sequence like with MCU movies, would've been something for 2004 audiences! Anyway, we have one more chapter to go which is more of an epilogue chapter, this one should be up later this week. And yes, not just a squeal is on the way, but this is part of a collection of stories that would eventually set this stories up towards the MCU-verse. More on that later in the final chapter, so until whenever that'll be, stay tuned!**


	8. End Of The Beginning

**At last, we've finally reached the end of this little fic. Even though this should be easy to write out with it being short and all that, it being the last chapter made it strangely difficult to write out, most notably the ending which I wrote about five different versions and just couldn't find a satisfying way to end, so apologises if the ending sounds crap. I also must say as much as I love Spider-Man 2, I have to admit that MJ was quite cruel to leave John Jameson at the altar like that and felt quite sorry for him, even though sadly he didn't get much screen time and could've been a good character to write into the film, mainly having him interact with his dad, had potential for some comedy! Also, I'm considering if I should have in the sequel that he can have a more of a character, but more on the sequel after the chapter. So without further ado, here's the final chapter!**

* * *

 **Chapter 8**

 **End Of The Beginning**

For many in New York, it must've felt like just another day in the city, though a large crowd of photographers and a range of members of the press thought otherwise. They, along with a large crowd of members of the public, stood outside the Riverside Church waiting to catch the first glimpse of the newly married couple about to exit from the church. They didn't have to wait long until the large doors opened up and stepping out was the astronaut John Jameson and his new wife, Mary Jane _Jameson_ , to a chorus of cheers and applause from the crowd assembled. Though the wedding of the famous young astronaut who was also a national hero was going to attract a large crowd regardless, it was Mary Jane though that the masses had wanted to see.

Just two days ago, the redhead woman had been taken captive by Otto Octavius and had sent the city in a frenzy of guessing where he'd taken her, not to mention that John Jameson had been clearly distressed about this. Then on the night of her disappearance, she was found by the docks on the Hudson River, in which it was soon found out that Spider-Man had defeated Doc Ock and had rescued her from the clutches of the villainous scientist. For those following the news story, it was a great relief that she was back with her fiancée and at long last, she could have her happy ending after all the madness that had ensured. Truly a feel good story that the city needed

As the newly married couple left the church, behind them was J. Jonah Jameson, arm in arm with his wife, and was probably one of the more ecstatic characters there as it was hard to blame him considering how his son had nearly lost his love to the hands of Otto and, in to some extent, the cost of setting up this wedding. What was more surprising to many that even he had to make an exception of his grudge of Spider-Man by actually _thanking_ him for rescuing Mary Jane, then again it being a wedding did help in briefly changing his views.

Meanwhile from a rooftop were Peter Parker and Felicia Hardy, aka Spider-Man and Black Cat, both without their respected masks, watching the scene before them. Peter had to smile as he could see Jonah Jameson getting quite emotional as he embraced Mary Jane as his new daughter-in-law. That said, Peter did feel a slight sense of melancholy as the bride there was the girl next door and his high school crush, now she was married and unlikely to return to New York after the wedding.

"Having doubts about your choice about not chasing after her?" Felicia joked.

"No, not at all," Peter replied shaking his head. "Just remembering the old days in High School…MJ was always trying to date the football jock or some big shot in school, even Harry at one point, never did I think she'd end up with Jonah's son of all people."

"Strange things happen, Peter" Felicia pointed out as she brushed a strand of her hair back. "But I have to say, you did the right thing it letting her go that night. Even had me welling up."

"Now you can see how dangerous the life of a hero can be," Peter replied, pointed out the last battle with Otto. "If we are to be together, they'll be risks involved and how I couldn't let Mary Jane get involved with that."

"But I'm willing to face them with you," Felicia interrupted him. "I know all the dangers and that, Shocker gave me a taste of that first time round, and that encounter with Otto only just hit the nail on the head that it won't be an easy life to go on."

The young brunette was startled by his girlfriend's serious words, she really had gone from a skilled cat burglar when he first met her in that art gallery to now a competent crime fighting partner for him. Peter then looked down again at the streets below them as the married couple tried to get through the mass of people and even though there seemed no danger to ruin the happy occasion, he and Felicia were there just in case…

"But I have one thing to say too," Peter admitted. "I want to thank you."

The blonde woman looked at him with a surprised expression. "Huh? Thank _me_?"

"Before I met you, things weren't going well for me," Peter explained. "Getting fired from various jobs, not being there for those close to me, always late for class, just terrible. Then you came into my life and thanks to you, I began to enjoy not only being Spider-Man again, but thanks to you I could start a new chapter in my life, just like MJ."

Felicia felt a bit bashful by Peter praising her, but kept her confident composure. "Well, you were always a broody and even sometimes whiny sort when I first got to know you, but I'm glad to see that you're no longer a grumpy stick in the mud and that you embraced the superhero life, though I still think you still need to loosen up _just_ a little bit…"

Peter laughed at her little joke. "I can never win with you, can I?"

The former cat burglar then walked up to him with confidence as she placed her arms round his neck. "But it all seriousness, I have to thank you too. For one, giving me something positive to do and two, I get to be with _the_ Spider-Man both inside and out. No disrespect to red down there, but...she missed out on the real prize being with you." She then pulled him forward for a passionate kiss in which Peter responded by wrapping his arms around her slim waist and giving into the kiss.

They may have been different and really the sort of girl that his Aunt May would probably think of as the last person she'd think her nephew would be with, though in truth, the old term of Yin-Yang was quite relevant with Peter and Felicia. Not only had they changed each other's ways for probably the better, they now had a strong future ahead of them of living the superhero life and protecting the city from whatever major threat would strike next.

They continued their passionate kiss on that rooftop until they heard the sirens of fire truck nearby and pulled away, looking into the direction where the sound was coming from. Peter looked back on his girlfriend, which Felicia only had a cheeky grin on her lips. "Showtime, baby."

He didn't need any more encouragement as he, along with Felicia, put their respected masks back on and began swinging off from that rooftop and over the crowd below. Everyone there looked up and to Spider-Man's amazement, they all cheered him as he went by. Considering the lukewarm reception he had been getting over the last few months as Spider-Man, there was no doubt that the saving of Mary Jane had finally become the moment when all of New York had accepted him as their hero. Well, almost, minus Jonah Jameson and the many criminals he'd rounded up during his time as the web slinger (Spider-Man swore he thought he heard Jonah cry out, "That menace is here to ruin my son's wedding day!")

Out of all those people cheering on the crime fighting pair as they swung over the crowd, one person looking up could only look up with some apprehension. Out of that entire crowd, Mary Jane was the only one who knew who they were and even though she had no idea of what married life had in store for her, she knew for certain that New York would always have Spider-Man and Black Cat to protect it from evil.

She entered the backseat of the wedding car with her new husband and looked through the back window to catch the last glimpses of the two heroes swinging their way across the New York Skyline as the car began to drive off. Then, without her husband hearing her, Mary Jane uttered a barely audible sentence aimed towards Spider-Man, no, _Peter Parker_.

"...Go get 'em, tiger."

 **The End**

* * *

 **And so that's your lot! First i want to say thank you to all the people of reviewed, followed and favourite this story, you guys help me motivate to get this story to the finishing line, I really appreciate that. Of course, it isn't all over just yet as now we can get to talk about the sequel! As we are in the Raimiverse, it would seem that Spider-Man 3 is next, however this version will be quite different you'll be pleased to hear as they'll be no Venom (Sandman I'm still on the fence to include him) but that the villain will, and should've have only been, Harry/New Goblin. I think many of you will vouch for that thinking the same thing with the film. Still, I can see the sequel being so radically different to the film that other than the characters and one or two scenes, it wouldn't really be an adaption but more of my own take of how it should have been.**

 **I do have a rough outline right now of the story, though I'm still working things out so any possible suggestions either in the reviews or a detailed PM to me would be a source of great help. But in the meantime, I'll leave you here with this completed story to read over again and until next time...see you for the sequel!**


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